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                                                                EXHIBIT 24

                                      
                          DIRECTORS AND OFFICERS OF
                             CALIBER SYSTEM, INC.
                  NONEMPLOYEE DIRECTORS' STOCK RETAINER PLAN
                                      
                      REGISTRATION STATEMENT ON FORM S-8



        KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned directors
and officers of Caliber System, Inc., an Ohio corporation (the "Company"),
hereby constitutes and appoints Douglas A. Wilson, with full power of
substitution and resubstitution, as the true and lawful attorney-in-fact and
agent of the undersigned, to sign and file on his behalf and in his name, place
and stead, in any and all capacities, under the Securities Act of 1933, one or
more Registration Statements on Form S-8 relating to the registration, offer,
and sale of such number of shares of common stock, without par value, as shall
be determined from time to time, issued and to be issued or acquired in
connection with the Company's Nonemployee Directors' Stock Retainer Plan (the
"Plan"), and any and all amendments and exhibits thereto, including
post-effective amendments and any and all applications or other documents to be
filed with the Securities and Exchange Commission or any state regulatory
authority, including and state securities regulatory board or commission,
pertaining to the securities subject to such registrations, with full power and
authority to do and perform any and all acts and things whatsoever required and
necessary to be done in the premises, hereby ratifying and approving the acts
of said attorney and any such substitute.

        EXECUTED this 8th day of May, 1996.

/s/ GEORGE B. BEITZEL                  /s/ CHARLES R. LONGSWORTH
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GEORGE B. BEITZEL                      CHARLES R. LONGSWORTH


/s/ RICHARD A. CHENOWETH               /s/ G. JAMES ROUSH
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RICHARD A. CHENOWETH                   G. JAMES ROUSH


/s/ KATHRYN W. DINDO                   /s/ DANIEL J. SULLIVAN
- -------------------------------        -------------------------------
KATHRYN W. DINDO                       DANIEL J. SULLIVAN

 
/s/ NORMAN C. HARBERT                  /s/ H. MITCHELL WATSON, JR.
- -------------------------------        -------------------------------          
NORMAN C. HARBERT                      H. MITCHELL WATSON, JR.


                                       /s/ DOUGLAS A. WILSON
- -------------------------------        -------------------------------
HARRY L. KAVETAS                       DOUGLAS A. WILSON